What changed in this filing

/stocks — the workspaceLOADING

Item 1. Business

2024-02-22 compared with 2023-02-23 · 91 added, 57 removed, 245 unchanged (38% of the section changed)

5 unchanged sentences

Our institutions in Mexico and Peru operate within scaled country networks, which provide advantages in terms of shared infrastructure, technology, curricula and operational best practices.

More than 80% of our students are enrolled in programs of four or more years in duration.

As of December 31, 2022, a vast majority of o ur students were enrolled at traditional, campus-based institutions offering multi-year degrees, similar to leading private and public higher education institutions in developed markets such as the United States and Europe.

O ur students are enrolled at traditional, campus-based institutions offering multi-year degrees, with an average program length of four years, similar to leading private and public higher education institutions in developed markets such as the United States and Europe.

Our programs are designed with a distinct emphasis on applied, professional-oriented content for growing career fields and are focused on academic disciplines that we believe offer strong employment opportun ities and high earnings potential for our students.

1 unchanged sentence

In particular, we emphasize science, technology, engineering and math (STEM) and business disciplines, areas in which we believe that there is large and growing demand, especially in developing countries.

Students pursuing degrees in Medicine & Health Sciences, Engineering & Information Technology and Business & Management, our three largest disciplines, constitute over 70% of our total post-secondary enrollments.

Students pursuing degrees in Medicine & Health Sciences, Engineering & Information Technology and Business & Management, our three largest disciplines, constitute approximately 70% of our total post-secondary enrollments.

We believe that the work of our graduates in these disciplines creates a positive impact on the communities we serve and strengthens our institutions’ reputations within their respective markets.

10 unchanged sentences

113,200 Premium/ Traditional «««« • Ranked Top 10 university in Mexico

• 5-Star rated by QS Stars™ in categories of Employability & Inclusiveness

• 5-Star rated by QS Stars™ in categories of Employability, Inclusiveness, Online Learning & Social Responsibility

Mexico Universidad Tecnológica de México (UNITEC)

128,800 Value/Teaching ««« • Largest private university in Mexico

• 5-Stars rated by QS Stars™ in categories of Employability & Inclusiveness

• 5-Star rated by QS Stars™ in categories of Employability, Inclusiveness, Online Learning & Social Responsibility

Peru Universidad Peruana de Ciencias Aplicadas (UPC)

69,700 Premium/Traditional «««« • Ranked Top 5 university in Peru

• 5-Star rated by QS Stars™ in categories of Employability & Inclusiveness

• 5-Star rated by QS Stars™ in categories of Employability, Inclusiveness, Online Learning & Social Responsibility

Peru Universidad Privada del Norte (UPN) 117,200 Value/Teaching «««« • 3 rd largest private university in Peru

• 5-Stars rated by QS Stars™ in categories of Employability & Inclusiveness

• 5-Star rated by QS Stars™ in categories of Employability, Inclusiveness, Online Learning & Social Responsibility

Peru CIBERTEC

19,100 Tech/Voc N/A • 2 nd largest private tech/voc institute in Peru

20,000 Tech/Voc N/A • 3 rd largest private tech/voc institute in Peru

QS Stars™, Guía Universitaria (UVM), AmericaEconomia (UPC)

2 unchanged sentences

Our program and level of study mix for 2023 was as follows:

We have two reporta ble segments, which are summarized in the charts below.

We have two reportable segments, which are summarized in the charts below.

The following information for our segments is presented as of December 31, 2023.

1 unchanged sentence

These markets are characterized by what we believe is a significant imbalance between supply and demand.

The demand for higher education is large and growing and is fueled by several demographic and economic factors, including a growing middle class, global growth in services and technology-related industries and recognition of the significant personal and economic benefits gained by graduates of higher education institutions.

The demand for higher education is large and growing and is fueled by

several demographic and economic factors, including a growing middle class, global growth in services and technology-related industries and recognition of the significant personal and economic benefits gained by graduates of higher education institutions.

At the same time, the respective Mexican and Peruvian governments often have limited resources to devote to higher education, resulting in a diminished ability by the public sector to meet growing demand, and creating opportunities for private education providers to enter these markets and deliver high-quality education.

5 unchanged sentences

Strong Economic Incentives for Higher Education.

According to data from the Organization for Economic Co-operation and Development (“OECD”), in countries that are members of the OECD, the earnings from employment for younger adults (25-34 years) and older adults (45-54 years) completing higher education were approximately 39% and 75% higher, respectively, than those of younger and older adults with only an upper secondary education.

According to data from the Organization for Economic Co-operation and Development (“OECD”), in countries that are members of the OECD, the earnings from employment for younger adults (25-34 years) completing higher education was approximately 66% higher, and the earnings advantage was more than twice as much among older adults (45-54 years), than those of younger and older adults with only an upper secondary education.

We believe that the cumulative impact of favorable demographic and socio-economic trends, coupled with the superior earnings potential of higher education graduates, will continue to expand the market for private higher education.

19 unchanged sentences

Our scale also permits increased investment in unified technology systems and an opportunity to leverage standardization of processes, centralization of common services (such as information technology, finance and procurement) and intellectual property, and implementing a common operating model and platform for content development, digital campus experiences, student services, recruitment and administrative services within each country.

These systems provide data and insights on a scale that we believe will allow us to improve student experience, retention rates and outcomes, while also enabling a more efficient and lower cost educational delivery model.

These systems provide data and insights on a scale that we believe will allow us to improve student

experience, retention rates and outcomes, while also enabling a more efficient and lower cost educational delivery model.

Leading Online Technology .

21 unchanged sentences

The length of our programs provides us with a high degree of revenue visibility.

The majority of the academic programs offered by our institutions last between four and five years, and more than 80% of our students were enrolled in programs of at least four years or more in duration as of December 31, 2022.

The majority of the academic programs offered by our institutions last between four and five years.

Additionally, we actively monitor and manage student retention because of the impact it has on student outcomes and our financial results.

10 unchanged sentences

We believe that this unification will enable us to be more nimble in our day-to-day operations and will allow us to extract valuable insights from more data across our network.

Further, we believe that integration will enable further innovation and efficiency in our academic model and operations, and allow us to expand our market share.

Further, we believe that

integration will enable further innovation and efficiency in our academic model and operations, and allow us to expand our market share.

Leverage and Expand Existing Portfolio.

19 unchanged sentences

During most of 2020 and 2021, due to the COVID-19 pandemic, all of our students were effectively transitioned to an online learning environment, at scale.

In 2022, our students, faculty and staff were able to safely return to campus and fully transitioned to blended learning modalities by the second half of the year.

As we return to face-to-face operations at our campuses, we are targeting to have 40% to 60% percent of our student credit hours taken online going forward.

In 2022, our students, faculty and staff were able to safely return to campus and fully transitioned to blended learning modalities.

Our new operating model is now targeting to have 40% to 60% percent of our student credit hours taken online going forward.

Currently, we operate within this range with adaptability and flexibility.

With a common learning management system implemented across our universities, we believe that we have the expertise to continue to expand online and hybrid offerings to meet the growing demand for this market opportunity, allowing us to differentiate ourselves further from our competitors.

39 unchanged sentences

Human Capital

At Laureate Education, Inc., we employ approximately 35,000 people (including approximately 22,000 academic staff) and are committed to promoting a culture that is strengthened by its diversity, enriched through collaboration, and built upon a foundation of continuous learning and development.

Our workforce proudly serves a population of approximately 423,000 students across Mexico and Peru and is focused on delivering academic quality and a market-leading student experience, while ensuring the highest standards of accountability, governance, and reporting.

Leading an international workforce requires a combination of universal standards, expectations, and protocols, along with a deep understanding of local culture and context.

Regardless of geography, we establish and maintain the highest degree of ethical conduct, compliance, and transparency, and design and implement initiatives to promote engagement, performance, and collaboration.

In 2022, some of our company-wide initiatives included:

Ethics and Compliance

• The launch of a revised Code of Conduct, which sets out principles of integrity and ethical behavior, and our responsibilities to each other, our students, suppliers, stockholders, and the public.

The Code covers such topics as accurate records, proper use of assets and information, conflicts of interest, and bribery and corruption.

• Company-wide Ethics communication campaigns targeting all employees, including live, interactive town-halls.

• Ongoing mandatory training for all employees, in all geographies.

Employee Engagement Benchmarking

• We conducted a comprehensive employee engagement survey, with an overall response rate of 79%, and an overall engagement score well above the median within higher education.

• Our overall engagement score combines net promoter score, pride in the company, intention to stay, and discretionary effort to go above and beyond.

Specific areas of strength, company-wide, included productivity, engagement, and inclusion.

The survey also revealed areas in which we can improve, and a series of targeted actions are being developed for 2023.

Expanding access to quality higher education and enriching communities through delivering market-leading outcomes for students requires the highest levels of engagement, commitment, and performance from our workforce.

We currently enroll approximately 448,900 students across our five institutions in Mexico and Peru, in campus-based, fully online, and hybrid learning programs.

These students are supported by a workforce of more than 28,900 employees, including 16,000 academic staff.

More than 99% of our employees are based in Mexico or Peru, and our corporate team extends across the United States, Switzerland, the Netherlands, Brazil, Chile, and Honduras.

The combination of dedicated in-country teams supported by a diverse, international corporate workforce continues to serve the company well.

Throughout 2023, we continued to strengthen our culture through a range of strategies, including a focus on accelerating our progress in support of gender equality.

Below are examples of the pillars that underpin our Human Capital strategy, including our focus on diversity and inclusion.

Leadership and Governance

• Our Board of Directors receives regular reports on talent development, succession planning, and company-wide culture-building efforts.

• There are two established committees of our Board of Directors with responsibility for reviewing and considering a range of Human Capital related topics throughout the year.

The Nominating and Corporate Governance Committee oversees our social impact strategy, including diversity and inclusion efforts, and our Compensation Committee reviews compensation practices and establishes annual performance targets and related compensation-based incentives.

• Our Chief People Officer is responsible for leading the development and execution of company-wide culture-building and talent development initiatives.

• Our executive team is committed to developing strategies to increase the number of women in positions of leadership, accelerate company-wide culture-building activities, and build a more diverse and inclusive workforce.

Diversity and Inclusion

• Throughout 2023, we took a range of actions to advance our commitment to diversity and inclusion.

These efforts built upon our long-standing Discrimination and Harassment policy (available at https://www.laureate.net/wp-content/uploads/2024/02/Laureate-Discrimination-and-Harassment-Policy.pdf), which includes a stated commitment to equal employment opportunities.

• Promoting gender equality was a significant area of focus throughout 2023, as reflected by specific programs to support and promote women in positions of leadership.

Significant milestones achieved during 2023 included:

• Co-designing a Women in Leadership program, building upon on an established program known as Compass.

In 2024, we intend to expand the program to include more women across Laureate, whom will have the opportunity to participate in a version of the program adapted specifically for us.

Program participants are expected to be selected from a range of geographies and functions, as well as from multiple levels of the organization.

• At the end of 2023, 29% of Laureate’s senior leaders were women, an increase of 6% compared to the prior year.

• Strategies to eliminate gender bias in all recruitment practices were introduced across Peru, and we will seek to expand these practices across Mexico in 2024.

Ongoing Training and Access to Education Assistance

• Scholarships and discounts are made available at each of our five institutions for employees (an average of 81% of tuition is paid for employees).

Significant discounts are also provided for immediate family members of employees in Mexico and Peru.

• In the United States, education assistance is offered to all corporate employees to pursue additional education opportunities or certifications.

• Regular workshops and training are offered to all employees, including courses focused on Ethics and Compliance and IT security.

Employee Engagement

• Comprehensive company-wide engagement surveys are conducted every two years, with the next scheduled to occur in 2024.

Throughout 2023 shorter pulse surveys were conducted across Peru.

In addition, multiple metrics are consistently tracked to monitor engagement and employee satisfaction.

These metrics include voluntary attrition, changes in individual and team performance and outcomes, and reports to the Ethics and Compliance hotline.

Performance Management and Ongoing Development

• Laureate has a company-wide approach to performance management, goal setting, feedback, and performance-based compensation, which, at a minimum, includes two formal review checkpoints per year.

• In 2023, all members of Laureate’s executive team participated in a comprehensive executive coaching and development program and contributed to a range of culture-building and workforce development initiatives.

Compensation and Employee Benefits

• Employee compensation is reviewed and benchmarked annually against independent market data to ensure our compensation remains competitive and fair.

• Senior leaders across the United States, Peru, and Mexico participate in our long-term equity incentive program as part of Laureate’s competitive compensation and talent retention initiatives.

• We continue to audit all employee benefits to ensure there is no unintentional discrimination embedded in any of the benefits offered.

Safety and Security

• We remain committed to the safety and well-being of all employees, students, and other stakeholders.

In both Mexico and Peru, we employ dedicated security teams to develop and execute strategies to promote the safety of all students, employees, and campuses.

Incidents and risks are reported, reviewed, and addressed through established cross-functional incident response teams.

• Cybersecurity is a major area of focus across the Company.

For more information regarding the Company’s Cybersecurity risk management, strategy and governance, see “Item 1C.—Cybersecurity.”

• Our employees are expected to complete mandatory cybersecurity training multiple times per year, covering a wide range of topics aimed at keeping employees and the business protected from increasing cyber risks.

• Strict data management controls are enforced across the company to ensure our workforce and human capital data is appropriately and securely captured and stored.

Workplace Flexibility

• We value flexibility for employees and, as much as possible, provide opportunities for hybrid work for those not required to teach (or support students) in-person on campus.

Our workforce continues to be highly productive in a hybrid modality.

• In the United States, corporate employees, most of whom work remotely, are offered access to co-working locations in their city of residence, along with access to our headquarters in Miami.

Recognizing the Impact of Our People

• Through the expertise, passion, and commitment of our people, we are making a positive impact within and beyond communities across Mexico, Peru, and the United States.

In 2022 we published our 2021 Impact Report which recognizes and celebrates the impact our people are creating.

The report is available on our website at laureate.net.

We plan to continue these efforts with publication of our 2022 Impact Report later this year.

• Through the expertise, passion, and commitment of our people, we are making a positive impact within and beyond communities across Mexico and Peru.

In 2023 we published our 2022 Impact Report which recognizes and celebrates the impact our people are creating, aligned to the United Nations Sustainable Development Goals.

Our Impact Reports are available at https://www.laureate.net/impact.

Information contained on our website is not incorporated by reference herein and is not a part of this Annual Report on Form 10-K.

Diversity and Inclusion

• We are committed to strengthening our commitment to Diversity and Inclusion across our company.

In 2022, we established a Diversity and Equity Committee across both our universities in Mexico, and in Peru, we improved gender diversity in senior leadership by more than 20%.

• These Impact Reports feature data and case studies tracked by our Impact Committee–comprised of Impact leaders from Mexico and Peru and from multiple functional areas including Finance, Communications, Academic, Operations and Ethics and Compliance.

Since making our first investment in global higher education in 1999, we have focused on expanding access to differentiated higher education and learning opportunities to traditionally underserved areas of the world.

9 unchanged sentences

Our operations are outside the United States, where there is a large and growing imbalance between the supply and demand for quality higher education.

Our stated public benefit is firmly rooted in our company mission and our belief that when our students succeed, countries

prosper and societies benefit.

Our stated public benefit is firmly rooted in our company mission and our belief that when our students succeed, countries prosper and societies benefit.

Becoming a public benefit corporation underscores our commitment to our purpose and our stakeholders, including students, regulators, employers, local communities and stockholders.

1 unchanged sentence

Our annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, and amendments to those reports are available free of charge through the “Financials” portion of our investor relations website at http://investors.laureate.net and on the SEC's website at www.sec.gov as soon as reasonably practical after they are filed with the SEC.

Various corporate governance documents, including o ur Audit Committee Charter, Compensation Committee Charter, Nominating and Corporate Governance Committee Charter, Corporate Governance Guidelines and Code of Conduct and Ethics are available without charge through the “Leadership and Governance” portion of our investor relations website, listed above.

Various corporate governance documents, including o ur Audit and Risk Committee Charter, Compensation Committee Charter, Nominating and Corporate Governance Committee Charter, Corporate Governance Guidelines and Code of Conduct and Ethics are available without charge through the “Leadership and Governance” portion of our investor relations website, listed above.

In addition, we may use our website as a distribution channel of material company information, and we also webcast our earnings calls via our investor relations website.

24 unchanged sentences

Acuerdo 17/11/17 regulates in detail the provisions contained under the General Law on Education to grant REVOEs for Superior Education studies, regarding faculty, plans and programs of studies, inspection visits, procedures, etc.

Acuerdo 17/11/17 also provides that private institutions that provide Superior Education services in accordance with presidential decrees or secretarial resolutions ( acuerdos secretariales ) issued specifically to them may maintain the obligations provided to them

thereunder and may function under the simplified provisions of Acuerdo 17/11/17.

Currently, Universidad Tecnológica de México, S.C.

12 unchanged sentences

Some of our high school programs and one of our medical programs are incorporated to UNAM.

A new higher education bill was enacted in April 2021, and expected secondary provisions for this bill have not yet been added to the legislative agenda.

No foreseeable material changes are expected to impact the business as a result of this bill and the expected secondary provisions.

A new higher education bill was enacted in April 2021.

No foreseeable material changes are expected to impact the business as a result of this bill and expected secondary provisions.

Peruvian Regulation

4 unchanged sentences

The University Law created a new agency, the Superintendencia Nacional de Educación Superior Universitaria (“SUNEDU”), which is responsible for carrying out the governmental role in university regulation, including ensuring quality.

While institutional autonomy is still recognized, and universities are permitted to create their own internal governance rules and determine their own academic, management and economic systems, including curriculum design and entrance and graduation requirements, all of these matters are now subject to review and evaluation by SUNEDU through its periodic review of universities as part of a license renewal process.

As of July 2022, Law 31520 modified the composition of the SUNEDU Board of Directors and eliminated its powers for the approval of new careers, schools and faculties.

Under the University Law, university licenses are granted for specific time periods but are renewable, and are granted by SUNEDU.

9 unchanged sentences

Both UPC and UPN had their licenses renewed in 2017, in each case for a period of six years, extended one additional year due to COVID-19.

Accordingly, both UPC and UPN will undergo the renewal process in 2025.

SUNEDU allows for the educational services to be provided by three modalities:

(i) face-to-face learning (with a maximum of 20% virtual credits), (ii) hybrid learning (with 20% to 70% of the total credits of the academic program allowed to be taken virtually) and (iii) virtual learning (credits taken virtually cannot exceed 80% of the total credits of undergraduate academic programs, with the exception of programs that are specially designed for an adult population over 24 years old - (WA programs)).

In December 2022, SUNEDU modified the possibility of having WA programs 100% virtual learning, leaving

only the possibility of reaching 80% of virtuality.

It does not apply to previously approved programs, as the case of UPC and UPN, which must be adapted to the new percentage at the time of re-licensing.

In January 2023, the Constitutional Court declared constitutional Law 31520 that was passed in July 2022, which modified the composition of the SUNEDU Board of Directors and reduced its powers for the approval of new careers, schools and faculties.

We are awaiting the appointment of the new members of SUNEDU.

(i) face-to-face learning (with a maximum of 20% virtual credits), (ii) hybrid learning (with up to 60% of the total credits of the academic program allowed to be taken virtually) and (iii) virtual learning (credits taken virtually cannot exceed 80% of the total credits of undergraduate and working adult academic programs).

In November 2023, SUNEDU stipulated that health sciences undergraduate programs can only be carried out in face-to-face mode.

This requirement, however, does not apply to previously approved programs and will only apply at the time of an institution's relicensing, which for UPC and UPN will be in 2025.

Technical-vocational institutes are regulated by the MINEDU, which grants operating licenses for six years, after which the Ministry conducts a revalidation process.

Since 2016, a new law regarding technical-vocational institutes (the “Institutes Law”) was enacted.

The Institutes Law created two types of institutes:

Since 2016, a new law regarding technical-vocational institutes (the “Institutes and Colleges Law”) was enacted.

The Institutes and Colleges Law created two types of institutions:

Higher Education Institutes (“Institutes”) which are dedicated to technical careers and Higher Education Colleges (“Colleges”) which are devoted to technical careers related to education, as well as science and information technology.

Colleges grant Technical Bachelor Degrees and Professional Technical Degrees.

Institutes grant Technical Bachelor Degrees and Professional Technical Degrees.

Institutes and Colleges are subject to a mandatory license granted by the MINEDU, based on an evaluation to determine compliance with BQCs.

8 unchanged sentences

Private Institutes and Colleges may be organized as for-profit or not-for-profit entities under Peruvian law.

According to the schedule determined by the regulations, in 2018, Cibertec was granted a license by the MINEDU for a five-year period.

In November 2022, Cibertec’s license renewal was submitted, with a request for a renewal period of six years.

In May 2023, Cibertec was granted an Institutes license renewal for a six-year period.

Also during 2023, Cibertec was granted a Colleges license for a six-year period, which will now allow Cibertec to offer four-year programs for professional bachelor degrees.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1. Business